Evergy 10-Q 2023-09-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the transition period from to

						Exact name of registrant as specified in its charter,
Commission						state of incorporation, address of principal						I.R.S. Employer
File Number						executive offices and telephone number						Identification Number
001-38515						EVERGY, INC.						82-2733395

(a Missouri corporation)

1200 Main Street

Kansas City, Missouri 64105

(816) 556-2200

001-03523						EVERGY KANSAS CENTRAL, INC.						48-0290150

(a Kansas corporation)

818 South Kansas Avenue

Topeka, Kansas 66612

(785) 575-6300

000-51873						EVERGY METRO, INC.						44-0308720

(a Missouri corporation)

1200 Main Street

Kansas City, Missouri 64105

(816) 556-2200

						Securities registered pursuant to Section 12(b) of the Act:
Title of each class						Trading Symbol(s)						Name of each exchange on which registered
Evergy, Inc. common stock						EVRG						The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Evergy, Inc.												Yes			x												No			☐
Evergy Kansas Central, Inc.												Yes			x												No			☐
Evergy Metro, Inc.												Yes			x												No			☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Evergy, Inc.												Yes			x												No			☐
Evergy Kansas Central, Inc.												Yes			x												No			☐
Evergy Metro, Inc.												Yes			x												No			☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Evergy, Inc.			Large Accelerated Filer												x			Accelerated Filer												☐			Non-accelerated Filer																		☐			Smaller Reporting Company																		☐			Emerging Growth Company						☐
Evergy Kansas Central, Inc.			Large Accelerated Filer												☐			Accelerated Filer												☐			Non-accelerated Filer																		x			Smaller Reporting Company																		☐			Emerging Growth Company						☐
Evergy Metro, Inc.			Large Accelerated Filer												☐			Accelerated Filer												☐			Non-accelerated Filer																		x			Smaller Reporting Company																		☐			Emerging Growth Company						☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act.
Evergy, Inc.						☐
Evergy Kansas Central, Inc.						☐
Evergy Metro, Inc.						☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Evergy, Inc.												Yes			☐												No			x
Evergy Kansas Central, Inc.												Yes			☐												No			x
Evergy Metro, Inc.												Yes			☐												No			x

On October 31, 2023, Evergy, Inc. had 229,720,757 shares of common stock outstanding. On October 31, 2023, Evergy Metro, Inc. and Evergy Kansas Central, Inc. each had one share of common stock outstanding and held by Evergy, Inc.

Evergy Kansas Central, Inc. and Evergy Metro, Inc. meet the conditions set forth in General Instruction (H)(1)(a) and (b) of Form 10-Q and are therefore filing this Form 10-Q with the reduced disclosure format.

This combined Quarterly Report on Form 10-Q is provided by the following registrants: Evergy, Inc. (Evergy), Evergy Kansas Central, Inc. (Evergy Kansas Central) and Evergy Metro, Inc. (Evergy Metro) (collectively, the Evergy Companies). Information relating to any individual registrant is filed by such registrant solely on its own behalf. Each registrant makes no representation as to information relating exclusively to the other registrants.

This report should be read in its entirety. No one section of the report deals with all aspects of the subject matter. It should be read in conjunction with the consolidated financial statements and related notes and with the management's discussion and analysis of financial condition and results of operations included in the annual report on Form 10-K for the fiscal year ended December 31, 2022 for each of Evergy, Evergy Kansas Central and Evergy Metro (2022 Form 10-K).

TABLE OF CONTENTS
									Page Number
Cautionary Statements Regarding Certain Forward-Looking Information									4
Glossary of Terms									6
Part I - Financial Information
Item 1.			Financial Statements
			Evergy, Inc.
			Unaudited Consolidated Balance Sheets						8
			Unaudited Consolidated Statements of Comprehensive Income						10
			Unaudited Consolidated Statements of Cash Flows						11
			Unaudited Consolidated Statements of Changes in Equity						12
			Evergy Kansas Central, Inc.
			Unaudited Consolidated Balance Sheets						14
			Unaudited Consolidated Statements of Income						16
			Unaudited Consolidated Statements of Cash Flows						17
			Unaudited Consolidated Statements of Changes in Equity						18
			Evergy Metro, Inc.
			Unaudited Consolidated Balance Sheets						19
			Unaudited Consolidated Statements of Comprehensive Income						21
			Unaudited Consolidated Statements of Cash Flows						22
			Unaudited Consolidated Statements of Changes in Equity						23
			Combined Notes to Unaudited Consolidated Financial Statements for Evergy, Inc., Evergy Kansas Central, Inc. and Evergy Metro, Inc.						24
			Note 1:			Organization and Basis of Presentation			24
			Note 2:			Revenue			29
			Note 3:			Receivables			30
			Note 4:			Rate Matters and Regulation			32
			Note 5:			Goodwill			34
			Note 6:			Pension Plans and Post-Retirement Benefits			35
			Note 7:			Short-Term Borrowings and Short-Term Bank Lines of Credit			37
			Note 8:			Long-Term Debt			38
			Note 9:			Derivative Instruments			38
			Note 10:			Fair Value Measurements			42
			Note 11:			Commitments and Contingencies			48
			Note 12:			Related Party Transactions and Relationships			51
			Note 13:			Taxes			53
Item 2.			Management's Discussion and Analysis of Financial Condition and Results of Operations						55
Item 3.			Quantitative and Qualitative Disclosures About Market Risk						74
Item 4.			Controls and Procedures						75
Part II - Other Information
Item 1.			Legal Proceedings						75
Item 1A.			Risk Factors						76
Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds						76
Item 3.			Defaults Upon Senior Securities						76
Item 4.			Mine Safety Disclosures						76
Item 5.			Other Information						76
Item 6.			Exhibits						78
Signatures									80

CAUTIONARY STATEMENTS REGARDING CERTAIN FORWARD-LOOKING INFORMATION

Statements made in this document that are not based on historical facts are forward-looking, may involve risks and uncertainties, and are intended to be as of the date when made. Forward-looking statements include, but are not limited to, statements relating to Evergy's strategic plan, including, without limitation, those related to earnings per share, dividend, operating and maintenance expense and capital investment goals; the outcome of legislative efforts and regulatory and legal proceedings; future energy demand; future power prices; plans with respect to existing and potential future generation resources; the availability and cost of generation resources and energy storage; target emissions reductions; and other matters relating to expected financial performance or affecting future operations. Forward-looking statements are often accompanied by forward-looking words such as "anticipates," "believes," "expects," "estimates," "forecasts," "should," "could," "may," "seeks," "intends," "proposed," "projects," "planned," "target," "outlook," "remain confident," "goal," "will" or other words of similar meaning. Forward-looking statements involve risks, uncertainties and other factors that could cause actual results to differ materially from the forward-looking information.

In connection with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, the Evergy Companies are providing a number of risks, uncertainties and other factors that could cause actual results to differ from the forward-looking information. These risks, uncertainties and other factors include, but are not limited to: economic and weather conditions and any impact on sales, prices and costs; changes in business strategy or operations; the impact of federal, state and local political, legislative, judicial and regulatory actions or developments, including deregulation, re-regulation, securitization and restructuring of the electric utility industry; decisions of regulators regarding, among other things, customer rates and the prudency of operational decisions such as capital expenditures and asset retirements; changes in applicable laws, regulations, rules, principles or practices, or the interpretations thereof, governing tax, accounting and environmental matters, including air and water quality and waste management and disposal; the impact of climate change, including increased frequency and severity of significant weather events and the extent to which counterparties are willing to do business with, finance the operations of or purchase energy from the Evergy Companies due to the fact that the Evergy Companies operate coal-fired generation; prices and availability of electricity and natural gas in wholesale markets; market perception of the energy industry and the Evergy Companies; the impact of future Coronavirus (COVID-19) variants on, among other things, sales, results of operations, financial condition, liquidity and cash flows, and also on operational issues, such as supply chain issues and the availability and ability of the Evergy Companies' employees and suppliers to perform the functions that are necessary to operate the Evergy Companies; changes in the energy trading markets in which the Evergy Companies participate, including retroactive repricing of transactions by regional transmission organizations (RTO) and independent system operators; financial market conditions and performance, disruptions in the banking industry, including changes in interest rates and credit spreads and in availability and cost of capital and the effects on derivatives and hedges, nuclear decommissioning trust and pension plan assets and costs; impairments of long-lived assets or goodwill; credit ratings; inflation rates; effectiveness of risk management policies and procedures and the ability of counterparties to satisfy their contractual commitments; impact of physical and cybersecurity breaches, criminal activity, terrorist attacks, acts of war and other disruptions to the Evergy Companies' facilities or information technology infrastructure or the facilities and infrastructure of third-party service providers on which the Evergy Companies rely; impact of the Ukrainian and Middle East conflicts on the global energy market; ability to carry out marketing and sales plans; cost, availability, quality and timely provision of equipment, supplies, labor and fuel; ability to achieve generation goals and the occurrence and duration of planned and unplanned generation outages; delays and cost increases of generation, transmission, distribution or other projects; the Evergy Companies' ability to manage their transmission and distribution development plans and transmission joint ventures; the inherent risks associated with the ownership and operation of a nuclear facility, including environmental, health, safety, regulatory and financial risks; workforce risks, including those related to the Evergy Companies' ability to attract and retain qualified personnel, maintain satisfactory relationships with their labor unions and manage costs of, or changes in, wages, retirement, health care and other benefits; disruption, costs and uncertainties caused by or related to the actions of individuals or entities, such as activist shareholders or special interest groups, that seek to influence Evergy's strategic plan, financial results or operations; the impact of changing expectations and demands of the Evergy Companies' customers, regulators, investors and stakeholders, including heightened emphasis on environmental, social and governance concerns; the possibility that strategic initiatives, including mergers, acquisitions and divestitures, and long-term

financial plans, may not create the value that they are expected to achieve in a timely manner or at all; difficulties in maintaining relationships with customers, employees, regulators or suppliers; and other risks and uncertainties.

This list of factors is not all-inclusive because it is not possible to predict all factors. You should also carefully consider the information contained in the Evergy Companies' other filings with the Securities and Exchange Commission (SEC). Additional risks and uncertainties are discussed from time to time in current, quarterly and annual reports filed by the Evergy Companies with the SEC. New factors emerge from time to time, and it's not possible for the Evergy Companies to predict all such factors, nor can the Evergy Companies assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained or implied in any forward-looking statement. Given these uncertainties, undue reliance should not be placed on these forward-looking statements. The Evergy Companies undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

AVAILABLE INFORMATION

The SEC maintains an internet site that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC at sec.gov. Additionally, information about the Evergy Companies, including their combined annual reports on Form 10-K, combined quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed with the SEC, is also available through the Evergy Companies' website, http://investors.evergy.com. Such reports are accessible at no charge and are made available as soon as reasonably practical after such material is filed with or furnished to the SEC.

Investors should note that the Evergy Companies announce material financial information in SEC filings, press releases and public conference calls. In accordance with SEC guidelines, the Evergy Companies also use the Investor Relations section of their website, http://investors.evergy.com, to communicate with investors. It is possible that the financial and other information posted there could be deemed to be material information. The information on the Evergy Companies' website is not part of this document.

GLOSSARY OF TERMS

The following is a glossary of frequently used abbreviations or acronyms that are found throughout this report.

Abbreviation or Acronym						Definition
ACE						Affordable Clean Energy
AEP						American Electric Power Company, Inc.
AFUDC						Allowance for funds used during construction
AOCI						Accumulated other comprehensive income
AROs						Asset retirement obligations
CAA						Clean Air Act
CCN						Certificate of Convenience and Necessity
CCRs						Coal combustion residuals
CO****2						Carbon dioxide
COLI						Corporate-owned life insurance
CSAPR						Cross-State Air Pollution
ELG						Effluent limitations guidelines
EPA						Environmental Protection Agency
EPS						Earnings per common share
ERISA						Employee Retirement Income Security Act of 1974, as amended
ERSP						Earnings Review and Sharing Plan
Evergy						Evergy, Inc. and its consolidated subsidiaries
Evergy Board						Evergy Board of Directors
Evergy Companies						Evergy, Evergy Kansas Central, and Evergy Metro, collectively, which are individual registrants within the Evergy consolidated group
Evergy Kansas Central						Evergy Kansas Central, Inc., a wholly-owned subsidiary of Evergy, and its consolidated subsidiaries
Evergy Kansas South						Evergy Kansas South, Inc., a wholly-owned subsidiary of Evergy Kansas Central
Evergy Metro						Evergy Metro, Inc., a wholly-owned subsidiary of Evergy, and its consolidated subsidiaries
Evergy Missouri West						Evergy Missouri West, Inc., a wholly-owned subsidiary of Evergy
Evergy Transmission Company						Evergy Transmission Company, LLC
Exchange Act						The Securities Exchange Act of 1934, as amended
February 2021 winter weather event						Significant winter weather event in February 2021 that resulted in extremely cold temperatures over a multi-day period across much of the central and southern United States
FERC						Federal Energy Regulatory Commission
FMBs						First Mortgage Bonds
GAAP						Generally Accepted Accounting Principles
GHG						Greenhouse gas
Great Plains Energy						Great Plains Energy Incorporated
ITSIP						Interstate Transport State Implementation Plans
JEC						Jeffrey Energy Center
KCC						State Corporation Commission of the State of Kansas
KDHE						Kansas Department of Health & Environment
kV						Kilovolt
MATS						Mercury and Air Toxics Standards

Abbreviation or Acronym						Definition
MDNR						Missouri Department of Natural Resources
MPSC						Public Service Commission of the State of Missouri
MW						Megawatt
MWh						Megawatt hour
NAAQS						National Ambient Air Quality Standards
NAV						Net asset value
OCI						Other comprehensive income
OPC						Office of the Public Counsel
Persimmon Creek						Persimmon Creek Wind Farm 1, LLC
Prairie Wind						Prairie Wind Transmission, LLC, 50% owned by Evergy Kansas Central
RSU						Restricted share unit
RTO						Regional transmission organization
SEC						Securities and Exchange Commission
SIP						State implementation plan
SPP						Southwest Power Pool, Inc.
TCR						Transmission congestion right
TDC						Transmission delivery charge
Term Loan Facility						Term Loan Credit Agreement
TFR						Transmission formula rate
Transource						Transource Energy, LLC and its subsidiaries, 13.5% owned by Evergy Transmission Company
Wolf Creek						Wolf Creek Generating Station

PART I - FINANCIAL INFORMATION

EVERGY, INC.
Consolidated Balance Sheets
(Unaudited)
			September 30												December 31
			2023												2022
ASSETS			(millions, except share amounts)
CURRENT ASSETS:
Cash and cash equivalents						$	41.0											$	25.2
Receivables, net of allowance for credit losses of $21.5 and $31.4, respectively						330.1												315.3
Accounts receivable pledged as collateral						395.0												359.0
Fuel inventory and supplies						739.9												672.9
Income taxes receivable						14.9												9.3
Regulatory assets						285.0												368.0
Prepaid expenses						52.0												47.8
Other assets						38.2												44.5
Total Current Assets						1,896.1												1,842.0
PROPERTY, PLANT AND EQUIPMENT, NET						23,141.4												22,136.5
PROPERTY, PLANT AND EQUIPMENT OF VARIABLE INTEREST ENTITY, NET						135.4												140.7
OTHER ASSETS:
Regulatory assets						1,845.6												1,846.3
Nuclear decommissioning trust fund						711.2												653.3
Goodwill						2,336.6												2,336.6
Other						549.7												534.5
Total Other Assets						5,443.1												5,370.7
TOTAL ASSETS						$	30,616.0											$	29,489.9

The accompanying Notes to Unaudited Consolidated Financial Statements are an integral part of these statements.

EVERGY, INC.
Consolidated Balance Sheets
(Unaudited)
			September 30												December 31
			2023												2022
LIABILITIES AND EQUITY			(millions, except share amounts)
CURRENT LIABILITIES:
Current maturities of long-term debt						$	889.4											$	439.1
Notes payable and commercial paper						2,178.4												1,332.3
Collateralized note payable						395.0												359.0
Accounts payable						418.0												600.8
Accrued taxes						339.9												163.0
Accrued interest						122.6												124.3
Regulatory liabilities						197.9												155.4
Asset retirement obligations						40.9												40.4
Accrued compensation and benefits						67.4												81.1
Other						160.2												198.4
Total Current Liabilities						4,809.7												3,493.8
LONG-TERM LIABILITIES:
Long-term debt, net						9,297.6												9,905.7
Deferred income taxes						2,096.7												1,996.6
Unamortized investment tax credits						172.7												174.6
Regulatory liabilities						2,566.6												2,566.8
Pension and post-retirement liability						469.8												458.4
Asset retirement obligations						1,155.3												1,112.8
Other						279.8												287.9
Total Long-Term Liabilities						16,038.5												16,502.8
Commitments and Contingencies (Note 11)
EQUITY:
Evergy, Inc. Shareholders' Equity:
Common stock - 600,000,000 shares authorized, without par value 229,716,510 and 229,546,105 shares issued, stated value						7,231.5												7,219.7
Retained earnings						2,548.0												2,298.5
Accumulated other comprehensive loss						(30.5)												(34.5)
Total Evergy, Inc. Shareholders' Equity						9,749.0												9,483.7
Noncontrolling Interests						18.8												9.6
Total Equity						9,767.8												9,493.3
TOTAL LIABILITIES AND EQUITY						$	30,616.0											$	29,489.9

The accompanying Notes to Unaudited Consolidated Financial Statements are an integral part of these statements.

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